Last of Kaduonn
by Kaiser Bonaparte
Summary: Ven-Ghan's homeworld was absorbed by Makino long ago, and for nineteen long years he thought he was the last of his kind. However, after an encounter with a mysterious new Ultralink, Max and Steel learn about Ven-Ghan's past and discover that there just might be hope for his race. (Sources from MaxSteel: Reboot Wiki)(Ven-Ghan X OC)
1. Chapter 1

**Chapter One**

The subsonic growl of Max's TURBO energy reached Ven-Ghan's ears as he cut a thin gash across Water Elementor's side. The Megalink hissed and swiped at Ven-Ghan with one of his thick talons, but the Kaduonnite was already disappearing through a gravity warp.

He appeared beside Max as the boy rushed forward in Strength Mode, delivering a vicious uppercut to Mega Elementor's spiny jaw. Water Elementor dissipated into Metal Elementor as he staggered backwards.

"Agh! Get them you fools!" Mega Elementor commanded, his voice steely in more ways than one.

Max backed up a few paces as five Ultralinks were beamed down from the drop ship. Blast, Prism and Chomp were there, as well as two Ultralinks that Ven-Ghan had never seen before. The first looked to be Linked with some sort of hazardous garden vegetable, while the second….

Ven-Ghan was so distracted that he was nearly hit by a charge from Blast. He nimbly leapt out of the way, rolling to the side when his feet touched the ground.

"You're losing your edge," Steel teased playfully across Ven-Ghan's com signal. Before he could reply, Max gave a cry of "Go TURBO! _Speed_!" and zipped away in a streak of blue.

Ven-Ghan's attention was drawn back to Blast, Vegetable and the fifth Ultralink while Prism and Chomp tried to defend against Max's flurry of attacks.

Vegetable hissed and sprayed what looked like a cloud of poisonous violet spores across the ground. Ven-Ghan knew that his life-support system would keep him safe from aerial contamination, but he avoided the cloud nonetheless.

He opened a gravity warp and vanished into thin air.

"Where did he go?" Vegetable growled to Blast. The fifth Ultralink was sniffing the air tentatively.

"Keep your eyes peeled." Blast replied simply. Suddenly, the fifth Ultralink let out a shout and whirled around.

Ven-Ghan popped into existence, his sword drawn and ready, but the fifth Ultralink was expecting him.

She ducked beneath his slash and lurched forward, slamming into the bounty hunter and wrapping her fingers around his slender neck. Ven-Ghan fell beneath her with a strangled cry of shock while she kicked his sword out of his hand.

The cold, bitter steel of her claws bit into Ven-Ghan's flesh, but that wasn't what bothered him…it was her face.

Her smooth, green skin was marred by deep scarlet veins where the Ultralink had burrowed into her systems. Her slender body had been grotesquely twisted by metal extremities and apparatuses, giving her four clawed arms, a whip-like tail and the one-eyed visage of one of Makino's soldiers.

She'd been Linked for a long time…almost thirteen Kaduonn cycles.

"Thil-Eryn…." Ven-Ghan croaked. She'd fully matured since he'd last seen her, but it was definitely her. He recognized her round cheekbones and her full lips and the tone of her voice.

She blinked at him for a moment, then the Ultralink regained control. Ven-Ghan convulsed and began to see spots on the inside of his helmet when her steely fingers tightened around his neck.

"You guys said this would be hard." Thil-Eryn sighed, rolling her optical drive. Vegetable made a growling sound in his throat that sounded like laughter.

"We aren't done yet." Blast snapped. "MaxSteel is more than he seems."

Just then, Max's white-clad foot slammed into Blast's chest, knocking him over. Vegetable yelped and tried to spit more spores, but was no match for Turbo Speed.

Blast was starting to get to his feet, his gun swiveling to aim at Max.

"Hey, ugly, over here!" Max called, standing behind where Vegetable was staggering around.

"Wait!" Vegetable shouted. He was quickly disintegrated after that. Max raced over to Thil-Eryn, rapidly switched to Turbo Strength Mode and yanked her away.

Gasping heavily, Ven-Ghan lurched to his feet, scooping his sword off of the ground.

"Do not harm her, MaxSteel." he said, his electronically-disguised voice hitching slightly. His throat felt raw and parched.

"Easier said than done! Woah!" Max shouted, dodging out of the way of Thil-Eryn's attack. Her claws nearly grazed his chest.

Ven-Ghan opened up a gravity portal and warped behind her. Once more, she anticipated the attack, but Ven-Ghan was ready for her. He flattened himself to the ground, then quickly stood and sent the butt of his sword sharply into the Ultralink's optical drive.

Thil-Eryn yelped and fell backwards. There was the sound of a gun charging, and Ven-Ghan barely had enough time to dodge another shot from Blast.

The bounty hunter turned to face the Ultralink, drawing his rifle and preparing to fire. Max was ready to change into Speed Mode, when Mega Elementor let out a shout.

"Fall back!" he bellowed angrily. Blast turned around and saw his wounded comrades retreating back to the drop ship. Prism was chipped and scratched, while Chomp was missing a limb. Vegetable was nothing but a grease-spot on the desert floor.

Thil-Eryn growled and moved to get up, but Ven-Ghan planted a two-toed foot over her chest, pointing his rifle at her.

"Don't move." he said. Then, he opened a warp to his ship, teletransporting the Linked Thil-Eryn into the stasis field below the hull. She yelled and thrashed violently, clawing at her violet prison.

"MaxSteel," Ven-Ghan called. "I will need your assistance to Unlink her."

"You got it, rooster-head." Steel replied cheerfully. Max activated Turbo Flight Mode and followed beside the bounty hunter's ship.

"What's so important about keeping it alive?" Max queried. Ven-Ghan felt a spike of irritation.

"Not 'it,' Max. Her." he said. "She's one of my people."

Max let out a cry of disbelief.

"I thought Makino destroyed your planet a long time ago..." he said. "How can she—"

"I don't know." Ven-Ghan cut him off sharply, and didn't speak again.

(O)

Ven-Ghan set down on a rocky shelf concealed by a high ridge of sandstone. The drop to his right was smooth and sheer, with boulders and rocks peppering the bottom. To his left was the ridge and the craggy face of a cliff.

"Max," he said. "Signal Commander Ferris. We may require N-Tech's assistance."

Ven-Ghan pressed a button on his wrist, and the stasis field deactivated. Thil-Eryn dropped to the ground, hissing and snarling.

"You will not succeed." she said. "Lord Makino will absorb this world and you with it, Max Steel."

"Get used to disappointment," Steel huffed, detaching from Max's chest. "Because that ain't happening."

Ven-Ghan stepped forward and pointed the tip of his sword at the Ultralink, drawing his shoulders back and puffing out his chest.

"Surrender her now, and I won't be forced to harm you." he said. There was an edge to his voice that Max hadn't heard before.

"Never!" the Ultralink replied sharply, but it looked nervous.

"Thil-Eryn," Ven-Ghan said quietly. All the anger in his voice had disappeared. "I promised."

The Ultralink's optical drive flickered.

"V-Ven-Ghan?" she whispered. "You're alive?"

Ven-Ghan didn't answer, but drove his sword forward and began the Unlinking process. There was the crackle of electricity, a scream of agony from the Ultralink, and then it was over. The mechanical parts fell to pieces and the scarlet veins disappeared in a few seconds, leaving an unconscious Kaduonnite lying on the ground and a dazed Ultralink drifting about.

Instead of capturing it, Ven-Ghan sliced it in half faster than Max could blink.

Then, he sheathed his sword and knelt beside his female counterpart.

Thil-Eryn had smooth, soft skin that was several shades darker than Ven-Ghan's, and what appeared stripes across her arms and her back. Each stripe was accompanied by a thin, colored streak that outlined each mark like an iridescent pencil stroke. Her hair stuck up in short spikes of violet, gold and blue, and Max noticed a slender tail extending from the end of her spine.

Ven-Ghan seemed sallow and plain in comparison to her.

"She has been under the control of Makino for a very long time." he said, sliding an arm under her head and pulling her into his arms.

"Is she going to be okay?" Max asked, stepping forward as Ven-Ghan stood up.

"I certainly hope so." Ven-Ghan replied. He looked up and saw Kat and Jefferson's team of jet fighters streaking across the sky. "But she needs medical attention."


	2. Chapter 2

Chapter Two

"Another Kaduonnite?" Commander Ferris asked, rubbing the stubble on his chin.

"Yeah," Max said. "We found her with Mega Elementor."

"Well, I have some good news and some bad news. The good news is that her vitals have stabilized." Berto said, his slender fingers flying over the console. "However she's suffered quite a lot of damage to her central nervous system."

"Will she be alright?" Ven-Ghan pressed.

" _Sí_ , _mi_ _amigo_." Berto assured. "It's nothing that our nano-technology can't fix. She'll be good as new by next Tuesday."

Ven-Ghan's face was impossible to read from behind his helmet. Max idly wondered if he even _had_ a face, or if that mask was what he was born with.

Either way, he wasn't about to find out any time soon.

Ven-Ghan kept silent vigilance for an entire week, sitting beside Thil-Eryn in the infirmary night and day without moving. He didn't appear to eat or sleep, but Max hadn't seen him do either of those anyway.

"Metal Elementor decided to show his ugly mug today." the boy said when he walked into the infirmary on the seventh day.

"Yeah, we really could have used your help." Steel added. Ven-Ghan didn't speak, only sparing a brief glance in their direction.

Thil-Eryn stirred slightly where she lay, but didn't wake.

"Hey, she's gonna be okay." Max offered. After a long silence, Ven-Ghan spoke.

"How can you be sure? It's been thirteen years since she was first Linked." he said softly. "It may be too late for her."

"Berto said that she'd be okay, and that means that she'll be fine. I trust him." Max tentatively reached out and laid a hand against Ven-Ghan's muscular shoulder. The Kaduonnite let out a quiet sigh.

"Tell me something," Steel piped after a few moments. "Why is she so important to you? I mean, I know that you two might just be the last of your kind, but there's obviously something else going on here."

Max looked back and forth between them, and for a while, it seemed like Ven-Ghan wasn't going to answer.

"Before my planet was destroyed, I was an heir to the throne of my people." he said. "Thil-Eryn was one of the warriors selected to be my mate."

"Woah, woah, woah, hold on." Max shook his head and held up his hands. "You were _royalty_?"

"Yes. What you would call a prince." Ven-Ghan replied. "Forgive me, but I would rather not talk about my origins in detail. All you need to know is that her safety is my top priority."

As if on cue, Thil-Eryn opened one of her five amber eyes and looked around. She saw a young man dressed in white and blue—a Tachyon perhaps—beside an Ultralink and….

"Who are you?" she murmured, frowning at the Kaduonnite sitting next to the Tachyon boy. It was male, lean and muscular, but shorter than most Kaduonnites she'd seen.

"She's awake…" the Ultralink said with a strange tone. "Max and I will leave you two alone." Then, the Tachyon and the Ultralink retreated into a corridor.

The Kaduonnite looked at Thil-Eryn through a heavily plated helmet, trimmed with gold, purple and black.

"It's been a long time," he said. His voice was deep and disfigured by an electronic growl. "I'm sorry that I didn't come sooner."

"What are you speaking of?" Thil-Eryn blinked. "I'm afraid that I don't know who you are." Suddenly, she let out a gasp and sat up. "Makino! He must be stopped!"

"It's too late for that." Ven-Ghan said, regret seeping into his voice. "Kaduonn has been absorbed. You have spent nearly thirteen years under the control of an Ultralink."

"I would never fall into the hands of one of Makino's _thralls_." Thil-Eryn snarled, baring her pointy teeth. She moved to get to her feet, but she felt sick and swooned sideways. The male Kaduonnite caught her and gently laid her back down on the bed. Her vision was blurring badly.

"I'm so sorry." Ven-Ghan said mournfully. "I promised that I would keep you safe…and I have failed."

All five of Thil-Eryn's eyes widened slightly. That promise…the same one a rash little boy had made to a young fighter.

"Ven-Ghan? Is that you?" she asked wearily.

The male Kaduonnite raised his fingers to his helmet, touched a release button, and then lifted it away from his face.

Like his counterpart, he had several round, amber eyes that didn't have any pupils, needle-like teeth behind his lips and a jaw that could open wide enough to bite off a human's head when fully extended. Aside from that, his features were sharper, more angular and worn with years of grief and strife.

The last time that Thil-Eryn had seen him, he and his two brothers were skinny little nymphs that she had no interest in mating with other than for honor.

It seemed like mere minutes ago she was competing against the other ten candidates for the title of queen. The three survivors would win the possible right to the throne, and the first winner would get to choose her mate. When each of the three princes came of age, the strongest and the smartest would become ruler, and his mate with him. There was no higher honor than having the most desirable mate, royalty nonetheless.

Out of his two brothers, Mel-Brek and Len-Tor, Ven-Ghan had appeared to be the least appealing as a mate.

But now, he was lean and muscular and handsome, with various weapons strapped to his body and a formidable air around him.

"That promise was from a fledgling attempting to bribe me into choosing him over his brothers." Thil-Eryn smiled wearily, the corners of her mouth parting slightly to reveal her sharp teeth. Then her smile faded. "Was I really an Ultralink all this time?"

"Yes." Ven-Ghan said. "And many things have changed during that time. You especially."

Thil-Eryn looked over herself for a moment, then nodded.

"It appears that I have reached maturity." she said flatly.

Ven-Ghan simply smiled at her, feeling more content than he had in years.


	3. Chapter 3

Chapter Three

Ven-Ghan raised his sword in time to block a vicious kick to the head that would have cracked his jaw had he not been wearing his helmet. He staggered back from the force of the blow, crouching low and slipping through a gravity warp.

He appeared behind his opponent and landed a strike from the butt of his rifle, then leaped through another warp. However, the very instant he appeared through the other side, a set of hands yanked him into a headlock, twisted his weapons away and slammed him against the ground.

"I have won." Thil-Eryn breathed.

"Not yet." Ven-Ghan grunted. He vanished through a portal, and reappeared above her. He scooped up his rifle, planted his knee firmly between Thil-Eryn's shoulder blades and pointed the end of his gun at the back of her head.

"You are very predictable, you know that?" Thil-Eryn smirked at him. Suddenly, her tail lashed out and yanked Ven-Ghan's foot out from under him. He went down heavily, with his opponent sitting on his chest. His own sword was aimed at his neck.

"And you are still a formidable warrior." Ven-Ghan replied, trying not to let his failure irk him.

The rocky terrain they had fought on dissolved into the simulator room at N-Tech. Thil-Eryn got to her feet and tossed Ven-Ghan's weapon away, leaving him to rise and collect his effects without assistance.

"Remind me not to get on your bad side." Max chuckled as he walked into the room.

"That would be a poor decision on your part." Thil-Eryn acknowledged. "Will the intellectual toothpick permit me to leave this facility?"

"Who? You mean Berto?" Steel queried.

"Hey, I'm _right here_ , you know." Berto called over the intercom. Ven-Ghan let out a flat chuckle. He was only just learning humor, but laughing seemed to come easier to him with Thil-Eryn around.

Berto was about to give a report when suddenly the walls were painted with crimson while a loud alarm blared through the room.

"Uh-oh." Berto said sharply. "Looks like Mega Metal wants you to come out and play, Max."

"Then let's go!" Max gave a smirk and started running.

"I shall accompany you." Ven-Ghan said. "Thil-Eryn, stay here until I return."

"I'm afraid not, Ven-Ghan." Thil-Eryn replied. She walked into the armory next door and picked up a prototype of the Turbo Sword, then ran after Max.

"Hold up, _mi amiga_." Berto said, catching her arm. "We aren't sure that your nervous systems have completely healed yet."

"Do not coddle me, human." Thil-Eryn retorted, tearing away. She was becoming irritated at all of the unnecessary affection directed towards her. Ven-Ghan's years of trial and solitude had evidently taught him compassion and care—another sign that he had reached full maturity, but these humans had no reason to provide for her. They had no right to.

The N-Tech base opened into a rocky canyon, haloed by a brilliant blue sky and starbursts of missile explosions as the humans and the Ultralinks fought. A small squadron of invaders was steadily moving forward, flanked by an enormous, four-armed behemoth with sharp teeth and metallic skin.

Thil-Eryn's skin began to prickle with anticipation, and she felt her tail lashing the dust behind her.

Sparring with Ven-Ghan was nothing compared to a real battle.

And now that she was fully grown, Thil-Eryn was stronger than ever before. Her fingers gripped the hilt of the white sword in her hand, testing its weight. If only she had a shield….

"Be careful." a voice told her quietly, and in a burst of violet light, Ven-Ghan had teleported into the heat of the battle.

Thil-Eryn eagerly followed suit, hacking and slashing through swarms of Ultralink soldiers, aiming for the glowing orbs in their heads and striking with almost surgical precision. Once and awhile, she saw Ven-Ghan in the fray, felling Ultralinks left and right. He didn't bother to make an attempt to capture them. There was no point in bringing them to the Black Star Council when they would take him alongside his own bounty.

Mega Metal Elementor's foot soldiers fell in heaps beneath the combined strength of Max, Steel, and the two Kaduonnites, and soon Mega Metal called a full retreat.

Thil-Eryn growled low in her throat.

Cowards.

Her powerful legs pushed her forward as she lurched towards Mega Metal Elementor, her sword ready. Since she was a nymph, she'd been taught that cowards were the first to die, whether on the battlefield or in a court trial.

Suddenly, a set of fingers snapped around her wrist and pulled her back.

"What are you doing?" she hissed, turning on Ven-Ghan and aiming her sword at his neck.

"The enemy is in retreat." he said.

"And so they must die." Thil-Eryn reasoned.

"If you pursue, they will destroy you." Ven-Ghan replied. She couldn't see his face behind his helmet, but his tone spoke miles.

"But—"

"Thil-Eryn, there is more than strength in being an effective warrior. The spirits will bless us both if you live to fight another day." Ven-Ghan said solemnly. Thil-Eryn cast a glance at Mega Metal Elementor as the Ultralink drop ship beamed him and his squadron away.

She bared her teeth and was about to go after the ship anyway, but the spot behind her eyes began to hurt. The pain grew worse and worse until her vision blurred and her legs began to shake.

Ven-Ghan called out to her, but all she could hear was the ringing in her ears.


End file.
